(1)
(a) | The Board determines its procedures at meetings. |
(b) | Seventy per cent of serving members constitutes a quorum at any meeting of the Board. |
(c) | A decision taken by the Board or an act performed under that decision is not invalid merely by reason of— |
(i) | any irregularity in the appointment of a member; |
(ii) | a vacancy in the Board; or |
(iii) | the fact that any person not entitled to sit as a member sat as such at the time when the decision was taken, |
provided such decision was taken by a majority of the members present at the time and entitled so to sit, and those members at the time constituted a quorum.
(2)
(a) | The Board may appoint one or more committees with the concurrence of the Minister, but must appoint the following committees: |
(i) | Remuneration and Performance Committee; |
(ii) | Human Resources and Transformation Committee; and |
(b) | Committees that exist when this Act takes effect, continue to exist for a period of six months after the commencement. |
(3) The Board must—
(a) | assign members of the Board to serve on a committee, based on their knowledge and skills; |
(i) | terms of reference of a committee; |
(ii) | composition of a committee; |
(iii) | tenure of members of a committee; |
(iv) | reporting mechanisms of a committee; and |
(v) | method and reasons for removal of a member from a committee. |
(4) | Non-executive members of the Board must make up the majority of the members of a committee. |
(5) | The Board may appoint any person with particular knowledge, expertise or qualifications to assist a committee in the performance of its functions. |
(6) | Unless specially delegated by the Board, a committee has no decision-making powers, and can only make recommendations to the Board. |
(7) | A committee must meet as often as is necessary in order to carry out its functions and may determine its own procedures. |
(8) | Each committee must be chaired by a non-executive member of the Board. |